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Terms and Conditions
1. Application of Terms and Conditions
These terms and conditions (which incorporate the Quotation Form) form the entire agreement between“VERTEX GROUP” (“we”, “us” or “our”) and the person, company, or other entity identified as the Customer in the Quotation Form (“you” or “your”) for the performance of the Works by us.
2. The Works
In consideration for you paying us the Price in the manner and at the times set out in the Quotation Form, we will perform the Works in accordance with these terms and conditions.
3.Working Hours and Site Access
3.1 We will perform the Works during our normal working hours of 7:00-8:00 am to 3:30-4:30 pm. If you require us to perform the Works outside of our normal working hours, or access to the Site is restricted in a way that prevents us from performing the Works during our normal working hours, this will be deemed a variation and clause 10 shall apply.
3.2 The Customer Representative you have nominated must be able to:
(a) Provide us and our equipment with access to the Site to carry out the Works, including gaining access to any locked or restricted access areas at the Site;
(b) Co-ordinate, to our reasonable requirements, the performance of any other works at the Site or occupation of the Site by others to enable us to carry out the Works.
4. Payment Terms
You must pay the Price as set out in the Quotation Form. Unless otherwise expressly stated in the Quotation Form, the Price is exclusive of GST.
We will invoice you for Progress Payments and the Final Payment at the times specified in the Quotation Form.
If there are no Progress Payments specified, we may, at our discretion, issue monthly invoices for Works completed and materials ordered in that month.
Invoices must be paid within 7 days of the date of issue. If you do not pay an invoice by such date, you acknowledge and agree that you may be liable for late payment fees or charges, including all reasonable costs incurred by us in seeking to recover payment (such as legal fees and debt recovery agency costs).
All invoices must be paid without any deduction or set-off.
The existence of any dispute or claim in relation to the Works is not a valid reason for withholding or delaying payment.
5. Site Conditions
You acknowledge that the Price is based on the Site being free from latent defects or conditions which may affect the Works and being in the same condition as on the date of the Quotation Form.
If we, acting reasonably, consider that latent defects or changed site conditions affect the performance of the Works, this will be deemed a variation and clause 11 shall apply.
Unless specifically included in the Quotation Form, no allowance has been made for Site induction or training.
Any time we spend attending Site inductions or training required for access will incur additional costs based on a reasonable hourly rate per person (nominated by us) and will be payable by you (in addition to the Price).
You will provide suitable Site amenities (including power, water, and toilet facilities) and, if requested by us, Site storage facilities, at no cost to us.
6. Substrate and Surface Conditions
6.1 You acknowledge that the extent of surface preparation included in the scope of the Works is limited to sanding or scraping the previous coat (if applicable) and filling minor surface depressions to create a flush surface. Unless specifically stated in the Quotation Form, the Works exclude rectification of faults or defects in the building structure or substrate, delaminating previous coatings, and repairs or replacement (in whole or in part) of existing substrate surfaces.
6.2 If we determine that substrate, surface, or structural repairs or replacements (including removal of any lead paint, asbestos, or other hazardous material) should be undertaken before carrying out any part of the Works, we will notify you.
We may suspend performance of the Works until such repairs or replacements are completed by you or your contractors at your cost. We will not be responsible for any delay due to such repairs or replacements. If you decline to carry out the repairs or replacements:
(a) We may terminate our obligation to perform the Works if, in our view, failure to carry out the repairs may endanger the health or safety of us or any other person or property. We may issue an invoice for the Works performed and materials supplied up to the termination date;
(b) If you request that we continue, we will only do so on the basis that the warranty in clause 8 does not apply to any part of the Works, and you release us from any claims arising from our performance.
7. Colour Selection
You are solely responsible for paint colour selection.
We will perform the Works using the paint colours directed by you in writing.
Such written direction may be provided directly to us or through a designer or colour consultant, provided that the direction is signed by you.
You acknowledge that the final colour may differ from swatches, electronic images, or other samples due to natural factors such as light and the age of the surface painted. It is your responsibility to test and verify your colour selections using sample pots before we commence the Works.
8. Warranty
8.1 Subject to clauses 8.2 and 8.3, we warrant against peeling or flaking paint and defective workmanship:
- For works on roofs, floors, and handrails, for 12 months from completion of those Works;
- For all other Works, for 24 months from completion of the Works;
- On the condition that our liability for peeling or flaking paint or defective workmanship is limited to the rectification by repair or re-performance (at our election) at our cost.
8.2 You may only claim against the warranty if:
- You have paid the Price in full;
- You have notified us in writing of the intention to claim within 14 days of discovering the alleged defect;
- The defect is not excluded by the paint manufacturer's warranty;
We conclude that the defect does not arise from latent Site conditions or your acts or omissions.
8.3 The warranty does not cover defects arising from:
- Existing corrosion, moisture ingress, structural issues, settling, movement, or peeling of the substrate or previous coatings;
- Concrete surfaces affected by concrete cancer;
- Rust conditions or oxidizing issues in metal substrates;
Any part of the Works where we have notified you of unsuitable surfaces for specific coatings.
9. Liability and Indemnity
9.1 This clause prevails over any inconsistency in other provisions of these terms and conditions.
9.2 To the extent permitted by law, all implied warranties or obligations are excluded.
If the Australian Consumer Law applies, we will not limit liability for services or goods supplied to a consumer under the Act.
Otherwise, our liability is limited as follows:
- For defective services, we will provide those services again or pay for their supply;
- For defective goods, we will replace or repair them, or pay for their replacement or repair;
- We are not liable for any economic loss, loss of profit, revenue, or indirect consequential loss.
9.3 You must act reasonably to mitigate any loss arising from the agreement. Our liability may be reduced if you fail to mitigate losses or notify us immediately about property damage caused by us.
9.4 You agree to indemnify us against any damage, loss, or third-party claim arising from your breach of obligations under these terms.
10. Variations
10.1 Any variation or amendment to these terms and conditions or the information set out in the Quotation Form (such as scope of Works)
will only be valid if it is in writing and signed by you and one of our authorised officers before the variation or amendment takes effect.
10.2 We will generally only agree to variations that are within the general scope and nature of the Works and which can be executed within these terms and conditions.
10.3 As a condition of agreeing to any variation in the scope of the Works, we may require that the Price and payment terms be amended
(whether by applying an hourly rate ($65 per hour + GST) to be paid for such variations or an additional lump sum price for such variations).
10.4 Unless specifically identified in the Quotation Form as forming part of the Works, the following will be deemed variations:
- Additional coats of paint required due to a colour selection that does not provide adequate coverage over the existing surface.
- Changes in paint colour, brand, or finish after the Works have commenced or after paint has been ordered by us.
- Where the performance of the Works requires access to property adjoining the Site, and you have been unable to secure access rights, or access rights are reduced or withdrawn, resulting in additional scaffolding or alternative access expenses.
- Where any colour scheme exceeds a maximum of three colours.
- Any information relevant to Site access, scope of Works, or estimated time to complete the Works that you knew (or should have known after reasonable consideration and making reasonable enquiries prior to engaging us) could affect the performance of the Works, but did not make available to us prior to accepting our quote.
11. Dispute Resolution
11.1 If a dispute arises between us and you in relation to these terms and conditions or the performance of the Works, neither party may commence court proceedings unless it has first complied with this clause 11.
11.2 The party claiming that a dispute has arisen must notify the other party in writing, providing reasonable details and particulars of the dispute.
11.3 If the parties are unable to resolve the dispute within 5 business days of receipt of the dispute notice (or such longer time as is reasonable for the parties to meet to discuss the dispute), the dispute must be referred to mediation.
11.4 If the mediator cannot be agreed upon, the President of the Institute of Arbitrators and Mediators Australia (or the President’s nominee) will appoint a mediator. The mediation will be conducted in accordance with the rules set by the mediator, will be held in Melbourne within 30 days of notification of the dispute, and will focus on working together to resolve the dispute, with both parties agreeing to use reasonable endeavours to resolve the matter.
11.5 The cost of mediation will be shared equally between us and you.
12. Termination
We may terminate the agreement between us and you for the performance of the Works at our discretion by giving 5 days' written notice.
We will be entitled to invoice you and be paid for the part of the Works completed up to the date of termination.
Clauses 4, 6, 9, 10, 12, and 14 will survive the termination of these terms and conditions.
13. Miscellaneous
13.1 We may assign, novate, or otherwise transfer any of our rights or obligations under these terms and conditions or the Quotation Form without your consent. We may subcontract all or any part of the Works without your consent.
13.2 Any notice required to be given in writing shall be deemed to be given if delivered by hand or sent by post to the person to whom it is necessary or required to give notice. In the case of posting, the notice shall be deemed to be received two full business days after the date of posting.
13.3 If any provision of these terms and conditions is illegal or unenforceable, that provision will be severed, and the remainder of the terms and conditions and provisions of the Quotation Form will continue in force.
13.4 These terms and conditions constitute the entire agreement between us and you as to the subject matter of this document and supersede any prior agreement, understanding, or representation between us and you, including any terms provided by you that purport to govern our performance of the Works.
14. Suspension and Cancellation Notice Requirement
If you wish to suspend or terminate the work for any reason, you must provide us with a minimum of 5 days’ notice, allowing us the opportunity to address and potentially resolve any concerns or issues before cessation.
Failure to provide this notice will result in the forfeiture of any payments made for services rendered.
Additionally, we reserve the right to charge for any outstanding costs if our work has progressed beyond the stage covered by the last installment payment.
15. Inspection of Work Quality
The Customer is not permitted to inspect or assess the quality of the work until the project is fully completed.
Any apparent defects or issues observed during the course of the work will be duly addressed and corrected as necessary before project completion. Interim inspections focusing on visible defects are discouraged, as they do not reflect the final quality of the completed work.
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